-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WwUqNDDk9W84YqRNgrUuyJMB9xYCXKxx/nqOUQcoOF6VniGdcHeqFDQ7x4q/lUMt x0Djx/0f0W61t1Lrh24XYA== 0000016918-02-000007.txt : 20020415 0000016918-02-000007.hdr.sgml : 20020415 ACCESSION NUMBER: 0000016918-02-000007 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020404 ITEM INFORMATION: Changes in registrant's certifying accountant ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020408 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CONSTELLATION BRANDS INC CENTRAL INDEX KEY: 0000016918 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 160716709 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08495 FILM NUMBER: 02604981 BUSINESS ADDRESS: STREET 1: 300 WILLOWBROOK OFFICE PARK CITY: FAIRPORT STATE: NY ZIP: 14450 BUSINESS PHONE: 7162182169 MAIL ADDRESS: STREET 1: 300 WILLOWBROOK OFFICE PARK CITY: FAIRPORT STATE: NY ZIP: 14450 FORMER COMPANY: FORMER CONFORMED NAME: CANANDAIGUA BRANDS INC DATE OF NAME CHANGE: 19970902 FORMER COMPANY: FORMER CONFORMED NAME: CANANDAIGUA WINE CO INC DATE OF NAME CHANGE: 19920703 8-K 1 doc1.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 4, 2002 ------------- Constellation Brands, Inc. -------------------------- (Exact name of registrant as specified in its charter) 001-08495 --------- (Commission File Number) Delaware 16-0716709 -------- ---------- (State or other (I.R.S. Employer jurisdiction of Identification No.) incorporation) 300 WillowBrook Office Park, Fairport, New York 14450 ------------------------------------------------------- (Address of principal executive offices) (Zip Code) (585) 218-2169 -------------- (Registrant's telephone number, including area code) Not Applicable -------------- (Former name or former address, if changed since last report) Item 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT. - -------- On April 4, 2002, the Board of Directors of Constellation Brands, Inc. (the "Company"), based on the recommendation of its Audit Committee, determined not to renew the engagement of its independent public accountants, Arthur Andersen LLP ("Andersen"), and to engage KPMG LLP ("KPMG") to serve as the Company's independent public accountants for the fiscal year ending February 28, 2003, effective upon the filing by the Company of its Annual Report on Form 10-K for the fiscal year ended February 28, 2002. Andersen's reports on the Company's consolidated financial statements for each of the fiscal years ended February 28, 2001 and February 29, 2000 did not contain an adverse opinion or a disclaimer of opinion, nor were qualified or modified as to uncertainty, audit scope or accounting principles. Andersen's report on the Company's consolidated financial statements for the fiscal year ended February 28, 2002 has not yet been issued. During the fiscal years ended February 28, 2001 and February 29, 2000, and the subsequent interim period through April 4, 2002, there were no disagreements between the Company and Andersen on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure which, if not resolved to Andersen's satisfaction, would have caused Andersen to make reference to the subject matter of any such disagreements in connection with their report on the Company's consolidated financial statements for such years. None of the reportable events described under Item 304(a)(1)(v) of Securities and Exchange Commission's Regulation S-K occurred during the Company's fiscal years ended February 28, 2001 and February 29, 2000, and the subsequent interim period through April 4, 2002. The Company provided Andersen with a copy of the above disclosure. Attached as Exhibit 16.1 is a copy of Andersen's letter, dated April 8, 2002, stating its agreement with these statements. During the fiscal years ended February 28, 2001 and February 29, 2000 and the subsequent interim period through April 4, 2002, the Company did not consult with KPMG with respect to the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's consolidated financial statements, or any other matters or reportable events as described in Item 304(a)(2)(i) and (ii) of Regulation S-K. - 2 - Item 7. FINANCIAL STATEMENTS AND EXHIBITS - -------- (c) The following exhibits are filed as part of this Form 8-K. Exhibit No. Description ------------ ----------- 16.1 Letter from Arthur Andersen LLP regarding change in certifying accountant - 3 - SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: April 8, 2002 CONSTELLATION BRANDS, INC. By: /s/ Thomas S. Summer -------------------------------- Thomas S. Summer, Executive Vice President and Chief Financial Officer - 4 - INDEX TO EXHIBITS Exhibit No. Description - ------------ ----------- 16.1 Letter from Arthur Andersen LLP regarding change in certifying accountant - 5 - EX-16 3 exhibit16.txt Exhibit 16.1 - ------------- [LOGO] ANDERSEN April 8, 2002 Arthur Andersen LLP Office of the Chief Accountant Suite 1500 Securities and Exchange Commission 100 Chestnut Street 450 Fifth Street, N.W. Rochester, NY 14604 Washington, D.C. 20549 Tel 716 399 2800 Dear Sir/Madam: www.andersen.com We have read the first five paragraphs of Item 4 included in the Form 8-K dated April 4, 2002 of Constellation Brands, Inc. (the Company) to be filed with the Securities and Exchange Commission and are in agreement with the statements contained therein, with the exception of the reference to the approval by the Company's Board of Directors and its Audit Committee's recommendation to appoint KPMG LLP as the Company's independent public accountants, of which we have no knowledge. Very truly yours, /s/ Arthur Andersen LLP Copy to: Mr. Thomas S. Summer Executive Vice President and Chief Financial Officer Constellation Brands, Inc. 300 WillowBrook Office Park Fairport, New York 14450 -----END PRIVACY-ENHANCED MESSAGE-----